BUSN 2371 Chap 17 quiz
A federal statute that permits the SEC to obtain a civil penalty of up to three times the illegal benefits received from insider trading.
Insider Trading Sanctions Act
A federal statute that is designed to make it easier for start-up companies to raise capital through securities offerings.
Jumpstart Our Business Startups Act (JOBS Act)
A rule adopted by the SEC to clarify the reach of the Section 10(b) against deceptive and fraudulent activities in the purchase and sale of securities.
SEC Rule 10b-5
(1) Officers, directors, and employees at all levels of a company; (2) lawyers, accountants, consultants, and agents and representatives who are hired by the company on a temporary and nonemployee basis to provide services or work to the company; and (3) others who owe a fiduciary duty to the company.
Section 10(b) insiders
A provision of the Securities Exchange Act of 1934 that prohibits the use of manipulative and deceptive devices in the purchase or sale of securities in contravention of the rules and regulations prescribed by the SEC.
Section 10(b) of the Securities Exchange Act of 1934
A provision of the Securities Act of 1933 that imposes civil liability on persons who intentionally defraud investors by making misrepresentations or omissions of material facts in the registration statement who are negligent for not discovering the fraud.
Section 11 of the Securities Act of 1933
A provision of the Securities Act of 1933 that imposes civil liability on any person who violates the provisions of Section 5 of the act.
Section 12 of the Securities Act of 1933
A person who is an executive officer, a director, or a 10 percent shareholder of an equity security of a reporting company.
Section 16 statutory insider
A section of the Securities Exchange Act of 1934 requiring that any profits made by a statutory insider on transactions involving short-swing profits belong to the corporation.
Section 16(b) of the Securities Exchange Act of 1934
A provision of the Securities Act of 1933 that imposes criminal liability on any person who willfully violates the 1933 act or the rules or regulations adopted thereunder.
Section 24 of the Securities Act of 1933
A provision of the Securities Exchange Act of 1934 that imposes criminal liability on any person who willfully violates the 1934 act or the rules or regulations adopted thereunder.
Section 32 of the Securities Exchange Act of 1934
A section that requires an issuer to register its securities with the SEC prior to selling them to the public.
Section 5 of the Securities Act of 1933
A federal statute that regulates primarily the issuance of securities by corporations, limited partnerships, and associations.
Securities Act of 1933
A federal statute that regulates primarily trading in securities.
Securities Exchange Act of 1934
A federal statute that prohibits members and employees of Congress, employees of the executive branch, and employees of the judicial branch from using any nonpublic information derived from the individual's position or gained from performance of the individual's duties for personal benefit.
Stop Trading on Congressional Knowledge Act (STOCK Act)
Securities and Exchange Commission (SEC)
The federal administrative agency that is empowered to administer federal securities laws, can adopt rules and regulations to interpret and implement federal securities laws.
A person, a corporation, a company, an institution, or an organization that meets the net worth, income, asset, position, and other requirements established by the SEC to qualify as an accredited investor.
accredited investor
Parties who knowingly assist principal actors in the commission of securities fraud.
aiders and abettors
The sale of securities by an issuer to the public.
initial public offering (IPO)
A flexible standard for defining a security.
investment contract
A written disclosure document that must be submitted to the SEC along with the registration statement and given to prospective purchasers of the securities.
preliminary prospectus
A document that an issuer of securities files with the SEC and that contains required information about the issuer, the securities to be issued, and other relevant information.
registration statement
(1) An interest or instrument that is common stock, preferred stock, a bond, a debenture, or a warrant; (2) an interest or instrument that is expressly mentioned in securities acts; or (3) an investment contract.
security
A person who receives material nonpublic information from another person.
tippee
A person who discloses material nonpublic information to another person.
tipper
